Stage Mom Rose is determined to make her daughters Louise and June stars - June more so than Louise initially - but while June is extroverted and talented, Louise is shy and quiet. Rose's act for the two is based on childish, innocent stage personae that they become unable to keep up as they grow older.

Eventually, June runs away, and Rose decides to put Louise in the spotlight, with an act still similar to the one with June. But there are various problems: Louise is a good singer and dancer but she can't do the kind of routines that June excelled at, Rose's ideas for acts to get Louise in the spotlight are too old fashioned and out of date to work in the changing entertainment landscape, and her relationship with her lover, manager and business partner Herbie are deteriorating due to Rose's ruthless, uncompromising ambition. On top of all that Vaudeville has died out save for the Burlesque theaters, and the only reason the show was even taken on was that it would be a clean act, giving less of an excuse for police raids.

Yet that doesn't last long, and the act is finally broken up. Rose pushes Louise to do one last act for an arrested stripper - causing Herbie to finally leave her for good - but insists that Louise do it clean. "Make 'em beg for more, and then don't give it to them!" Louise, now given the stage name Gypsy Rose Lee, takes that advice to its logical extreme, by always leaving the men wanting more of her. This makes her the most successful in the business, but her mother is disgusted.

Finally realizing she lost everyone, Rose breaks down and realizes that everything she did was for herself and out of her own selfish desire to be noticed. Upon admitting that, Rose and Gypsy start to reconcile.

The film is also notable for inspiring The Faith Dane Clause, to prevent the legal problems that Faith Dane created when she claimed that her acting style "created" the role of Miss Mazeppa. All actors must sign a waiver now relinquishing claims on the characters they play.

"Everything's Coming up Roses" for people unfamiliar with the show is a happy, upbeat song. On stage, it's terrifying, as it's essentially Rose abruptly declaring that she's going to make Louise a star regardless of the cost. Most productions have Louise and Herbie watching Rose in horror as she spirals further and further into her delusion.

Dark Reprise: "May We Entertain You", the innocent vaudeville song June and Louise sang as children, slowed down and turned into the stripper song "Let Me Entertain You".

In addition to being a Crowning Music of Awesome, "Rose's Turn" contains reprises of and lyrical callbacks to about half of the songs in the show.

Downer Ending: Most productions have a Bittersweet Ending in which Rose and Gypsy reconcile, but the 2008 revival plays the conversation as more devious on Rose's part, and ends the same dialogue with Gypsy exiting the stage laughing at Rose's futile attempt to con her again, leaving her mother all alone.

Not Allowed to Grow Up: The kids in the act are never older than ten, no matter what anyone says. To drive this point home, every year there are only ten candles on their cakes. In Real Life, Rose actually faked their birth certificates to make them seem three years younger.

Not So Different: At the end of the 1962 movie, when Rose admits she did it all because she wanted to be noticed, Louise says it's the same as how she always wanted Rose to notice her.

One of the Boys: Tulsa, one of the boy dancers Rose picks up, says he and the guys all consider Louise this. She is not flattered.

In one of June's acts, she's playing a farm girl going off to Broadway, and to look like a star she's wearing a white rabbit coat, muff, and hat. Yet those furs are in the style for girls a few years younger than June, to fit the "Dainty June" image her mother wants.

At the end Gypsy is going to a party wearing a mink coat, and she lets her mother wear after she invites her to come along.

In the first film version Gypsy is doing a photoshoot, and she wears a dress with a slit skirt of white fox.

Mama Rose: I MADE YOU! And you wanna know why? You wanna know what I did it for? BECAUSE I WAS BORN TOO SOON, AND STARTED TOO LATE! THAT'S why. With what I got in me, I coulda been better than ANY OF YA! What I got in me...what I've been holding down inside of me...ooh, if I ever let it out—there wouldn't be SIGNS BIG ENOUGH! There wouldn't be LIGHTS BRIGHT ENOUGH!

Romantic False Lead: Tulsa is set up as Louise's love interest, even having a nice little moment with her in "All I Need is the Girl." Then, at the end of the first act... he elopes with June and is never mentioned again.

Screw This, I'm Outta Here!: At the end of the first act, June, Tulsa, and the other boys in the act understandably get sick of Rose's crap and leave. This results in Louise and Herbie being stuck with Rose in all her Stage Mom glory.

June was not very pleased with how she was portrayed in the musical, but was paid to keep her mouth shut for her sister's sake. The musical caused the tension in their relationship to grow until Gypsy became ill later in life and died. Gypsy Rose Lee herself often embellished elements of her life when she told stories from her past.

Villain Protagonist: Just how bad she seems can vary depending on the production, but if there's any villain in Gypsy, it's Momma Rose.

Westminster Chimes: The final cadence of "Everything's Coming Up Roses" is a modified version.

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